18 Jun - 19 min read

Posting of annual report and financial statements, notice of annual general meeting and proxy form

Posting of annual report and financial statements, 
notice of annual general meeting and proxy form

Mediclinic International plc
(Incorporated in England and Wales)
Company Number: 08338604
LSE Share Code: MDC
JSE Share Code: MEI
NSX Share Code: MEP
ISIN: GB00B8HX8Z88
LEI: 2138002S5BSBIZTD5I60
("Mediclinic", or the "Company", or the "Group")

18 June 2021

POSTING OF ANNUAL REPORT AND FINANCIAL STATEMENTS, NOTICE OF ANNUAL GENERAL MEETING AND PROXY FORM

Mediclinic announces that its Annual Report and Financial Statements in respect of the financial
year ended 31 March 2021 ("2021 Annual Report") and notice of the Company's 2021 annual
general meeting ("AGM") (the "Notice") are being published today on the Company's website.

The 2021 Annual Report, together with the Group's 2021 Clinical Services and Sustainable
Development Reports, are being made available on the Group’s annual reporting website at:
annualreport.mediclinic.com; the Notice at: investor.mediclinic.com/shareholder-
centre/shareholder-meetings.

In accordance with Listing Rule 9.6.1, the 2021 Annual Report and the Notice are also being
submitted to the National Storage Mechanism and will shortly be available f or inspection there at:
https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

Shareholders who elected to receive shareholder information electronically are being notified that
these documents are available on the Company's website and hard copies of the documents are
being posted today to shareholders who elected to receive shareholder information in hard copy.

In accordance with DTR 6.3.5 of the FCA's Disclosure Guidance and Transparency Rules, additional
information is set out in the appendix to this announcement. The information in the appendix is
extracted from the 2021 Annual Report and should be read in conjunction with the Company's
preliminary results announcement issued on 26 May 2021 (RNS number 8045Z). Together, these
constitute the information required by DTR 6.3.5 to be communicated in full unedited text through a
Regulatory Information Service. This material is not a substitute f or reading the full 2021 Annual
Report.

Arrangements for the AGM and Shareholder Event

The AGM will be held on Tuesday, 27 July 2021 at 15:00 BST at Rosewood London Hotel, 252 High
Holborn, London, WC1V 7EN, United Kingdom ("UK"). Due to continued uncertainty regarding the
UK Government's restrictions on large indoor public events and travel, as well as the higher potential
COVID-19 transmission risk of indoor events, the AGM will be scaled back.

It is expected to be purely functional, principally putting the resolutions to shareholders and calling
the poll. Shareholders and corporate representatives are strongly encouraged not to attend in
person and not to appoint any proxy other than the chair of the AGM to attend.
However, to ensure that all shareholders have the opportunity to engage with the Board before
submitting their proxy votes, there will be a live online shareholder engagement event on
Monday, 19 July 2021 at 14:00 (BST). Further information can be found in the notice of AGM.

Mediclinic will continue to closely monitor the latest COVID-19 legislation and guidance issued by
the UK Government. The Company will notify shareholders as soon as reasonably practicable of
any proposed changes to the arrangements f or the AGM through an announcement to the London
Stock Exchange ("LSE") and JSE and on investor.mediclinic.com/events/event-details/2021-agm.

In compliance with JSE requirements, for shareholders on the South African Branch Register: (i) the
record date for the purpose of determining which shareholders are entitled to participate in and vote
at the AGM is Friday, 23 July 2021; and (ii) the last day to trade in the Company's shares in order
to be recorded as a shareholder by the voting record date is therefore Tuesday, 20 July 2021.


About Mediclinic International plc

Mediclinic is a diversified international private healthcare services group, established in South Africa
in 1983, with divisions in Switzerland, Southern Africa (South Africa and Namibia) and the United
Arab Emirates ("UAE").

The Group's core purpose is to enhance the quality of life.

Its vision is to be the partner of choice that people trust for all their healthcare needs.

Mediclinic is focused on providing specialist-orientated, multi-disciplinary services across the
continuum of care in such a way that the Group will be regarded as the most respected and trusted
provider of healthcare services by patients, medical practitioners, funders and regulators of
healthcare in each of its markets.

At 31 March 2021, Mediclinic comprised 74 hospitals, five subacute hospitals, two mental health
facilities, 18 day case clinics and 18 outpatient clinics. Hirslanden operated 17 hospitals and four
day case clinics in Switzerland with more than 1 900 inpatient beds; Mediclinic Southern Africa
operations included 50 hospitals (three of which in Namibia), five sub -acute hospitals, two mental
health facilities and 12 day case clinics (four of which operated by Intercare) across South Africa,
and around 8 600 inpatient beds; and Mediclinic Middle East operated seven hospitals, two day
case clinics and 18 outpatient clinics with more than 900 inpatient beds in the UAE. In addition,
under management contracts, Mediclinic Middle East operates one hospital in Abu Dhabi and will
open a 200-bed hospital in the Kingdom of Saudi Arabia in mid-2022.

The Company's primary listing is on the LSE in the UK, with secondary listings on the JSE in South
Africa and the Namibian Stock Exchange in Namibia.

Mediclinic also holds a 29.9% interest in Spire Healthcare Group plc, a leading private healthcare
group based in the United Kingdom and listed on the LSE.

For further information, please contact:

Company Secretary, Link Company Matters Limited
Caroline Emmet
+44 (0)333 300 1930
Investor Relations, Mediclinic International plc
James Arnold, Head of Investor Relations
ir@mediclinic.com
+44 (0)20 3786 8181

Media queries
FTI Consulting
Ben Atwell/Ciara Martin – United Kingdom
+44 (0)20 3727 1000
Sherryn Schooling – South Africa
+27 (0)21 487 9000

Registered address: 6th Floor, 65 Gresham Street, London, EC2V 7NQ, United Kingdom
Website: www.mediclinic.com
Corporate broker (United Kingdom): Morgan Stanley & Co International plc and UBS Investment
Bank
JSE sponsor (South Africa): Rand Merchant Bank (A division of FirstRand Bank Limited)
NSX sponsor (Namibia): Simonis Storm Securities (Pty) Ltd

APPENDIX

A. PRINCIPAL RISKS AND UNCERTAINTIES

The Group's principal risks and uncertainties are detailed below, as extracted from pages 98–104
of the 2021 Annual Report. For further information, please refer to the 2021 Annual Report.


 1. PANDEMICS AND INFECTIOUS DISEASES

 TYPE OF RISK:              OWNER                     RISK APPETITE              RISK RATING
 External risk/Threat       Group Chief Clinical      Low                        Critical
                            Officer

 PRINCIPAL RISK             KEY                       KEY MITIGATION             TREND
 A pandemic occurs          STAKEHOLDERS              •     Hospital and         FY21: Stable
 when an infectious         •     Clients                   business incident    FY20: Increase
 disease rapidly            •     Employees                 response
 infects many people        •     Governments and           planning             The risk relating to
 and spreads to                   authorities         •     Central              the COVID-19
 multiple countries and     •     Investors                 coordination of      pandemic remains at     
 continents.                •     Medical                   task teams and       an elevated level.
                                  practitioners             clinical           
 These risks refer to       •     Professional              governance                        
 the Group's ability to           societies           •     Monitoring           LINK TO STRATEGY                       
 respond effectively to                               •     Financial            Goal 1
 the potential adverse      CONSIDERED IN                   scenario planning    Goal 2                 
 clinical, operational      VIABILITY                 •     Communication        Goal 3              
 and business effects       ASSESSMENT                      strategy              
 caused by a                                          
 pandemic or                Yes, modelled                                                      
 infectious disease.        adverse impact on                                   
                            volumes caused by                                
                            COVID-19 pandemic.                                                         
                            
                     
 2. DISRUPTIVE INNOVATION AND DIGITALISATION

 TYPE OF RISK:              OWNER                     RISK APPETITE              RISK RATING
 Strategic                  Group Chief               Moderate to                Critical
                            Innovation Officer        significant

 PRINCIPAL RISK             KEY                       KEY MITIGATION             TREND
 Disruptive innovation      STAKEHOLDERS              •     Dedicated            FY21: Increase
 and digitalisation risks   •     Clients                   Innovation           FY20: Increase
 incorporate the            •     Employees                 function which
 disintermediation and      •     Industry partners         includes digital     The increased risk
 erosion of the             •     Investors                 transformation       relates to increased
 Mediclinic business        •     Medical             •     Strategic planning   demand from clients 
 model due to the                 practitioners             processes            and stakeholders for          
 impact of                                            •     Proactive            adoption of virtual      
 technological                                              monitoring           solutions and
 development. It refers     CONSIDERED IN             •     Continuum of         innovation.                                   
 to the extent and          VIABILITY                       care strategy             
 speed at which new         ASSESSMENT                                                             
 technologies (and                                                               LINK TO STRATEGY
 combinations thereof)      No.                                                  Goal 1           
 change and transform                                                            Goal 3
 industries, and to                                                          
 what extent an                                        
 organisation can                                                  
 exploit these                    
 opportunities by being                                                              
 responsive and                                                                      
 innovative, while                                                        
 managing associated
 risks.


3. ECONOMIC AND BUSINESS ENVIRONMENT

 TYPE OF RISK:              OWNER                    RISK APPETITE              RISK RATING
 External risk/Threat       Group CFO                Moderate to                High
                                                     significant

 PRINCIPAL RISK             KEY                      KEY MITIGATION             TREND
 These risks relate to      STAKEHOLDERS             •    Monitor               FY21: Stable
 the downturn in the        •   Clients                   developments          FY20: Increase
 general economic           •   Governments and           and trends in the
 and business                   authorities               economic and          The global economic
 environments               •   Healthcare                business              environment and
 impacting the                  insurers                  environments and      outlook remain              
 affordability of           •   Investors                 early warning         uncertain.
 healthcare for funders                                   indicators                        
 and self-paying                                     •    Proactive
 patients.                  CONSIDERED IN                 monitoring and        LINK TO STRATEGY                                       
                            VIABILITY                     negotiation by the    Goal 1
 The business               ASSESSMENT                    Group's Funder        Goal 2
 environment risks                                        Relations             Goal 6
 include the effect of      Yes, modelled volume          functions                 
 market dynamics on         reduction and           •     Focus on quality                       
 tariffs and fees.          downturn in the               and continuum of           
                            macroeconomic and             care to reinforce
                            business                      the Group’s                  
                            environment.                  market position
                          
                                                 
4. REGULATORY AND COMPLIANCE

 TYPE OF RISK:              OWNER                    RISK APPETITE              RISK RATING
 External risk/Threat       Group Chief              Low                        High
                            Governance Officer
                            and divisional CEOs

 PRINCIPAL RISK             KEY                      KEY MITIGATION             TREND
 These risks relate to      STAKEHOLDERS             •    Proactive             FY21: Stable
 adverse changes in         •   Governments and           engagement with       FY20: Increase
 legislation and                authorities               stakeholders
 regulations impacting      •   Industry partners    •    Health policy         The risk remains
 on the Group, or           •   Investors                 units created to      stable for the period     
 where failure to           •   Medical                   conduct research      under review. It                               
 comply with                    practitioners             and provide           relates to the
 legislation and                                          strategic input       continued healthcare     
 regulations may result     CONSIDERED IN                 into reform           reform and the
 in losses, fines,          VIABILITY                     processes             introduction of new            
 penalties or damage        ASSESSMENT               •    Active industry       legislation or                                
 to reputation. The                                       participation         regulations.
 Group is also              Yes, modelled                 across all                        
 exposed to an              reductions in tariffs         divisions             LINK TO STRATEGY                  
 increasing                 and volumes              •    Company               Goal 1          
 compliance                                               Secretarial, Legal    Goal 2 
 monitoring cost.                                         and Compliance        Goal 5
                                                          functions support     Goal 6
 The risks include                                        operational
 healthcare reform by                                     management,
 regulators aimed at                                      monitor                     
 reducing the cost of                                     regulatory 
 healthcare,                                              developments,                  
 broadening the                                           and, where
 access to quality                                        necessary, obtain                                      
 healthcare and                                           expert legal
 increasing quality                                       advice for the                             
 standards monitoring                                     effective                                 
 by regulators.                                           implementation of
                                                          compliance
 The Group monitors                                       initiatives   
 the emerging risks                                      
 from climate change                                 •    Compliance risks    
 in line with regulatory                                  identified and                   
 changes and disclosure                                   assessed as part
 requirements.                                            of compliance
                                                          management
 The actions the                                          processes           
 Group is taking to                                  •    Group’s
 mitigate the impact of                                   Sustainable              
 climate change, and                                      Development
 minimise its impact                                      Strategy
 on the environment,                                      addresses    
 are described on                                         environmental
 page 58.                                                 risks (refer to
                                                          page 55)                                                                                              
 
5. INFORMATION SYSTEMS SECURITY AND CYBERATTACKS

TYPE OF RISK:             OWNER                   RISK APPETITE              RISK RATING
External risk/Threat      Group Chief             Low                        High
                          Information Officer

PRINCIPAL RISK            KEY                     KEY MITIGATION             TREND
Information systems       STAKEHOLDERS            •     Comprehensive        FY21: Stable
security and              •   Clients                   information          FY20: Increase
cyberattack risks         •   Employees and             systems identity
relate to the                 potential                 access               The risk relates to the
unauthorised access           applicants                management,          continued external                             
to information            •   Governments and           change and           threat from                         
systems through               authorities               physical access      cyberattacks and                              
external or internal                                    controls             breaches, which has
attack or                 •   Investors                                      remained at similar
unauthorised                                      •     Regular security     levels to the prior
breaches resulting in                                   reviews              reporting period.
the unavailability of                             •     Disaster recovery                           
systems, failure of                                     planning
data integrity and loss                              
of confidential data.      CONSIDERED IN          •     Group information    LINK TO STRATEGY
                           VIABILITY                    security and data
                           ASSESSMENT                   privacy policies     Goal 1                                     
                                                  •     Group ICT            Goal 3
                           No.                          Security             Goal 4
                                                        Committee 
                                                         
6. COMPETITION

TYPE OF RISK:              OWNER                   RISK APPETITE              RISK RATING
External risk/Threat       Group CEO and           Moderate                   Medium
                           divisional CEOs
Principal Risk
                           KEY                     KEY MITIGATION             TREND
This risk relates to the   STAKEHOLDERS            •     Proactive            FY21: Decrease
uncertainty created        •   Clients                   monitoring           FY20: Increase
by existing and/or         •   Employees           •     Strategic planning
emerging competitors                                     processes            Providers in the
with alternative           •   Healthcare                                     healthcare market
business models.               insurers            •     Quality and value    remain competitive                                                                                                        
                           •   Industry partners         of care processes
                                                                              with a slightly
The risk includes the      •   Investors                                      improved risk
outmigration of care       •   Medical                                        exposure for the
(partly driven by              practitioners                                  Group.
further technological
developments) and
the development of         CONSIDERED IN                                      LINK TO STRATEGY
alternative care           VIABILITY
models.                    ASSESSMENT                                         Goal 1
                           Yes, modelled                                      Goal 2
                           reductions in volumes                              Goal 3
                           as well as tariffs.                                Goal 6

7. WORKFORCE RISKS

TYPE OF RISK               OWNER                   RISK APPETITE              RISK RATING
Internal preventable       Group Chief Strategy    Low                        Medium
risk                       and Human
                           Resources Officer
                           and divisional CEOs

PRINCIPAL RISK             KEY                     KEY MITIGATION             TREND
There is a shortage of     STAKEHOLDERS            •  Systems to           FY21: Stable
skilled labour,            •   Employees and          monitor              FY20: Stable
particularly of                potential              satisfaction,
qualified and                  applicants             movement and         Vacancies and
experienced nursing        •   Investors              profiles of          turnover ratios in                           
employees in               •   Medical                medical              respect of skilled                           
Southern Africa.               practitioners          practitioners        resources and                             
                                                                           medical practitioners
The availability and                               •  Details on the
                                                      relationship and     are expected to
support of admitting                                                       remain at similar
medical practitioners,     CONSIDERED IN              engagement with
                                                                           levels to the prior
whether independent        VIABILITY                  medical
                           ASSESSMENT                 practitioners        reporting period.
or employed, are
                                                      provided in the
critical to the Group’s   Yes, modelled               2021                 LINK TO STRATEGY
services.                 shortage of qualified       Sustainable
                                                                           Goal 2
The risk includes the     and experienced             Development
potential negative        healthcare                  Report
effect of COVID-19 on     employees.              •   Employment,
frontline healthcare                                  recruitment and
workers, who are                                      retention
working under                                         strategies
immense and                                           explained in the
unprecedented                                         2021
pressure for extended                                 Sustainable
periods and putting                                   Development
their physical, mental                                Report
and social wellbeing                              •   Extensive training
at risk                                               and skills
                                                      development
                                                      programme and
                                                      international
                                                      recruitment
                                                      programme
                                                      explained in the
                                                      2021
                                                      Sustainable
                                                      Development
                                                      Report
                                                  •   The wellbeing of
                                                      all employees is
                                                      actively
                                                      monitored and
                                                      managed through
                                                      well-established
                                                      support
                                                      structures. Refer
                                                      to the ‘The people
                                                      who set
                                                      Mediclinic apart’
                                                      case study on
                                                      page 18 and the
                                                      2021
                                                      Sustainable
                                                      Development
                                                      Report for more
                                                      information


8. BUSINESS PROJECTS

TYPE OF RISK              OWNER                   RISK APPETITE            RISK RATING
Strategic                 Group CEO,              Moderate                 Medium
                          divisional CEOs and
                          Group Chief
                          Information Officer

PRINCIPAL RISK            KEY                     KEY MITIGATION           TREND
The Group is              STAKEHOLDERS            •   Effective project    FY21: Stable
adapting to the           •   Clients                 governance           FY20: Decrease
evolving operational      •   Medical                 practices,
and regulatory                practitioners
environment and           •   Industry partners       methodologies       These risks remain
healthcare market.        •   Investors               and reporting       stable for the year
These risks refer to      •   Suppliers           •   Experienced         under review.
issues or occurrences     •   Employees               project
that could interfere                                  management
with successful                                       teams               LINK TO STRATEGY
completion of               CONSIDERED IN         •   Proactive           Goal 1
projects, including         VIABILITY                 monitoring and
                                                                          Goal 2
timelines, cost and         ASSESSMENT                oversight
quality.                                                                  Goal 3
                            Yes, modelled failure
                            to deliver sustainable                        Goal 6
                            cost savings.



9. PATIENT SAFETY AND CLINICAL QUALITY

TYPE OF RISK                OWNER                     RISK APPETITE             RISK RATING
Internal preventable        Group Chief Clinical      Low                       Medium
risk                        Officer

PRINCIPAL RISK              KEY                       KEY MITIGATION            TREND
These risks relate to       STAKEHOLDERS              •     Refer to the 2021   FY21: Stable
all clinical risks          •   Clients                     Clinical Services   FY20: Stable
associated with the         •   Employees and               Report for a
provision of clinical           potential                   detailed analysis   Clinical processes
care resulting in                                           of the strategies   across all divisions
                                applicants
undesirable clinical                                        to manage and       remained a key focus
                            •   Healthcare
outcomes                        insurers                    monitor clinical    area for the Group.
Clinical risks are          •   Industry partners           risks               Risk exposure
managed daily at all        •   Medical               •     A Group-wide        remained at a
facilities. High-priority       practitioners               clinical risk       comparable level to
clinical risk areas                                         register            the prior reporting
include patient safety                                      implemented per     period.
                            CONSIDERED IN                   division
culture, adverse
                            VIABILITY                 •     Accreditation
obstetric outcomes,
                            ASSESSMENT                      processes           LINK TO STRATEGY
medication errors,
surgical and                Yes, modelled             •     Clinical            Goal 1
procedural adverse          reductions in volumes           governance
                                                                                Goal 2
events and multidrug-       as well as tariffs.             processes
resistant organisms.                                  •     Monitoring of
Such risks may also                                         clinical
result in damage to                                         performance
Mediclinic’s reputation                                     indicators
and impact on brand                                   •     Focus on quality
                                                            management
equity 1.
                                                            processes
                                                      •     Stakeholder
                                                            engagement and
                                                            disclosure
                                                            strategies
                                                      •     Clinical audits

Note

1   Brand equity refers to the commercial value derived from the consumer perception of the Group’s brand
    names rather than the services provided under those brand names.

10. AVAILABILITY AND COST OF CAPITAL

TYPE OF RISK               OWNER                RISK APPETITE               RISK RATING
External risk/threat       Group CFO            Moderate                    Medium


PRINCIPAL RISK             KEY                  KEY MITIGATION              TREND
The Group requires         STAKEHOLDERS         •     Long-term             FY21: Stable
capital to finance         •   Investors              planning of           FY20: Increase
strategic expansion        •   Banks                  capital
opportunities and/or                                  requirements and      Interest rates are
refinance or                                          cash-flow             expected to remain at
restructure existing       CONSIDERED IN              forecasting           comparable levels
debt – the cost, terms                                                      during 2021. Long-
                           VIABILITY            •     Scrutiny of cash-
and availability of        ASSESSMENT                 generating            term financing
which depend on                                                             arrangements are in
                           Yes, modelled              capacity within
prevailing market                                     the Group             place.
                           increased cost of
conditions.                capital as well as   •     Proactive and         The Group's leverage
                           working capital            long-term             across the divisions is
                           deterioration.             agreements with       at levels where the
                                                      banks and other       refinancing at current
                                                      funders relating to   market conditions
                                                      funding facilities    should be possible.
                                                •     Systems to
                                                      monitor
                                                      compliance with       LINK TO STRATEGY
                                                      requirements of       Goal 1
                                                      debt covenants
                                                                            Goal 3
                                                •     Refer to note 17
                                                      of the Group          Goal 6
                                                      annual financial
                                                      statements for
                                                      further details on
                                                      capital risk
                                                      management and
                                                      the Group's
                                                      borrowings



11. FINANCIAL AND CREDIT RISK

TYPE OF RISK               OWNER                RISK APPETITE               RISK RATING
External risk/threat       Group CFO            Low                         Medium

PRINCIPAL RISK             KEY                  KEY MITIGATION              TREND
Credit risks relate to     STAKEHOLDERS         •     Preservation of a     FY21: Stable
possible loss due to a     •   Healthcare             sound internal        FY20: Increase
funder’s inability to          insurers               financial control
pay the outstanding                                   environment           The credit risks did
                           •   Investors
balance owing;                                                              not change
                                                •     Effective
default by banks                                      operational risk      significantly and
and/or other deposit-      CONSIDERED IN              management            remained stable.
taking institutions; or    VIABILITY                  processes
the inability to recover   ASSESSMENT           •     Effective
outstanding amounts                                                         LINK TO STRATEGY
                                                      monitoring and
due from patients.                                    oversight of          n/a
                                                      operations
Credit risk with           Yes, modelled        •     Regulated
respect to trade           working capital            minimum
receivables consists       deterioration.             solvency
mainly of medical                                     requirements for
schemes and                                           funders
insurance companies,                             •     Monitoring of
which are required to                                  approved funders
maintain minimum                                 •     Group Treasury
reserve levels. In                                     Policy
Switzerland and the
UAE, a large part of
trade receivables is
owed by cantonal or
government-funded
programmes, which
support healthcare
providers with early
release of payments
due during COVID-19
business disruptions.

12. QUALITY OF SERVICE AND OPERATIONAL STABILITY

TYPE OF RISK               OWNER                    RISK APPETITE              RISK RATING
Internal preventable       Group Chief Clinical     Low                        Medium
risk                       Officer and divisional
                           Chief Operating
                           Officers

PRINCIPAL RISK             KEY                      KEY MITIGATION             TREND
Operational risks          STAKEHOLDERS             •     Patient              FY21: Stable
refer to diverse types     •   Clients                    satisfaction         FY20: Increase
of operational events      •   Employees                  surveys (both
with a potential for                                      internal and         These risks did not
financial loss,            •   Investors                  external)            change significantly                                                    
operational                •   Medical
interruptions or               practitioners        •     Complaints           and remain stable.                               
reputational damage.                                      monitoring
                                                    •     Training
                                                                               LINK TO STRATEGY
These risks refer to       CONSIDERED IN                  programmes and
the quality of service     VIABILITY                      supervision of       Goal 2
and the stability of the   ASSESSMENT                     service levels       Goal 5
operations, including:     Not specifically.        •     Emergency
                           However, volume                backup electricity
•   incidents of poor
                           reductions have been           generation
    service or where
                           modelled.                •     Emergency and
    operational
                                                          disaster planning
    management fails
    to respond                                      •     Extensive fire-
    effectively to                                        fighting and
    complaints;                                           detection
                                                          systems,
•   operational                                           including                                                         
    interruptions,                                        comprehensive
    which refer to any                                    maintenance
    disruption of the                                     processes
    facility and may
    include the threat                              •     Comprehensive
    of disrupted                                          insurance cover
    electricity or                                        for financial
    water supply; and                                     impact of
                                                          potential
•   fire and allied                                       disasters
    perils causing
    damage or
    business
    interruption.



 13.BUSINESSINVESTMENTS AND ACQUISITIONS

 TYPE OF RISK              OWNER                     RISK APPETITE            RISK RATING
 Strategic                 Group CFO                 Moderate                 Medium


 PRINCIPAL RISK            KEY                       KEY MITIGATION           TREND
 These risks relate to     STAKEHOLDERS              •   Strategic planning   FY21: Stable
 increased financial       •     Governments and         processes            FY20: Decrease
 exposure due to                 authorities         •   Due diligence
 major strategic           •     Industry partners       processes            The investment and
 business investments                                                         governance
 and acquisitions.         •     Investors           •   Investment           processes remained                                                               
                                                         mandates             unchanged for the                                                                              
                                                     •   Board oversight      period under review.
 They include the                                                                              
 sensitivity of the        CONSIDERED IN             •   Post-acquisition
 assumptions made          VIABILITY                     management
 when capital is           ASSESSMENT                    processes            LINK TO STRATEGY
 allocated and the         No.
 effective                                                                    Goal 1
 implementation of                                                            Goal 3
 major investment                                                             Goal 6
 decisions.


Key:
 Increase:        Risk exposure has increased due to change in business environment; increased
                  investments; increased dependency of operations on information technology;
                  information sensitivity; and associated cost.

 Decrease:        Proactive and continuous monitoring; favourable results of negotiations; effective
                  treasury; and risk management processes have resulted in lowering of risk
                  exposure.

 Stable:          Risk exposure has remained largely unchanged as the operating and regulatory
                  environments have remained stable, and enhanced risk mitigation measures
                  have kept the risk at the same level.

B. STATEMENT OF DIRECTORS’ RESPONSIBILITIES

The Statement of Directors’ Responsibilities In Respect of the Financial Statements below is
extracted from page 182 of the 2021 Annual Report. This statement relates solely to the 2021 Annual
Report and is not connected to the information presented in this announcement or the preliminary
results announcement released on 26 May 2021.

The directors are responsible for preparing the annual report and the financial statements in
accordance with applicable legislation and regulations.

The Act requires the directors to prepare financial statements for each financial year. Under the Act,
the directors have prepared the Group annual financial statements and the Company annual
financial statements in accordance with IFRS as adopted by the E U. Under the Act, the directors
must not approve the financial statements unless they are satisfied that these give a true and f air
view of the state of affairs of the Group and Company and of the prof it or loss of the Group and
Company for the reporting period. In preparing the financial statements, the directors are required
to:
   -   select suitable accounting policies and then apply them consistently;
   -   state whether applicable IFRS as adopted by the EU have been followed f or the Group
       annual financial statements and f or the Company annual financial statements, subject to
       any material departures disclosed and explained in the financial statements;
   -   make judgements and accounting estimates that are reasonable and prudent; and
   -   prepare the financial statements on the going concern basis unless it is inappropriate to
       presume that the Group and Company will continue in business.

The directors are also responsible for safeguarding the assets of the Group and Company and hence
for taking reasonable steps for the prevention and detection of fraud and other irregularities.

The directors are responsible for keeping adequate accounting records that are sufficient to show
and explain the Group and Company’s transactions and disclose with reasonable accuracy at any
time the financial position of the Group and Company and enable them to ensure that the financial
statements and the Remuneration Committee Report comply with the Act and the Group financial
statements with Article 4 of the IAS Regulation.

The directors are responsible for the maintenance and integrity of the Company's website.

Legislation in the UK governing the preparation and dissemination of financial statements may differ
from legislation in other jurisdictions.

DIRECTORS’ CONFIRMATIONS

The directors consider that this Annual Report, and accounts, taken as a whole, is fair, balanced
and understandable and provides the information necessary for shareholders to assess the Group
and Company’s position and performance, business model and strategy.

Each of the directors, whose names and functions are listed f rom page 107 of this Annual Report,
confirm that, to the best of their knowledge:
 -     the Company annual financial statements, which have been prepared in accordance with
       IFRS as adopted by the EU, give a true and fair view of the assets, liabilities, financial
       position and profit or loss of the Company;
 -     the Group annual financial statements, which have been prepared in accordance with IFRS
       as adopted by the EU, give a true and fair view of the assets, liabilities, financial position
       and prof it or loss of the Group; and
 -     the Directors’ Report includes a fair review of the development and performance of the
       business and the position of the Group and Company, together with a description of the
       principal risks and uncertainties that these entities face.

In the case of each director in office at the date the Directors’ Report is approved:
 -    so far as the director is aware, there is no relevant audit information of which the Group and
      Company’s auditors are unaware; and;
 -    they have taken all the steps that they ought to have taken as a director in order to make
      themselves aware of any relevant audit information and to establish that the Group and
      Company’s auditors are aware of that information.

 CA van der Merwe                                  PJ Myburgh
 Group Chief Executive Officer                     Group Chief Financial Officer
 25 May 2021                                       25 May 2021


C. RELATED PARTY TRANSACTIONS

The following description of related party transactions involving the Company and is subsidiaries
during the financial year ended 31 March 2021 is extracted from page 274 of the 2021 Annual
Report.

35.   RELATED PARTY TRANSACTIONS
      Remgro Ltd owns, through various subsidiaries (Remgro Healthcare [Pty] Ltd, Remgro Health
      Ltd and Remgro Jersey GBP Ltd), 44.56% (2020: 44.56%) of the Company's issued share
      capital.
      The following transactions were carried out with related parties:

                                                                                   2021         2020
                                                                                   £’m          £’m
 i)      Transactions with shareholders
         Remgro Management Services Ltd (subsidiary of Remgro
         Ltd)

         Managerial and administration fees                                         0.3          0.4

 ii)     Key management compensation (1)

         Key management includes the directors (executive and non-
         executive) and members of the Group Executive Committee
         Salaries and other short-term benefits

         Short-term benefits                                                          8            5

 iii)    Transactions with associates and joint ventures

         Zentrallabor Zürich
         Fees earned                                                                  –           (1)

         Purchases                                                                   11             8

         Wits University Donald Gordon Medical Centre (Pty) Ltd

         Fees paid                                                                     2            2

         Agency fees received                                                        (1)          (2)

         Spire Healthcare Group plc
         Non-executive director fee(2)                                                –            –


 iv)     Loans to related parties
         Wits University Donald Gordon Medical Centre (Pty) Ltd                        2            2

         Bourn Hall LLC                                                                2            2

         Zentrallabor Zürich ZLZ (3)                                                   –            –

 v)      Other receivables & payables due from/(to) related parties
         Wits University Donald Gordon Medical Centre (Pty) Ltd                        2            2

         Zentrallabor Zürich ZLZ                                                      (1)          (1)


Notes
1. Details of directors’ remuneration are contained in the Remuneration Committee Report on pages 164–
   181.
2. Amount is less than £0.1m.
3. Amount is less than £0.5m.

Terms and conditions
Managerial and administration fees were bought on a cost -plus basis. All other transactions were
made on normal commercial terms and conditions and at market rates.

The loan to Wits University Donald Gordon Medical Centre (Pty) Ltd is interest free and repayable
on demand. The loan to Bourn Hall LLC earns interest at a rate of 7% per annum and is repayable
in March 2022. The loan to Zentrallabor Zürich ZLZ is interest free and repayable in August 2022.

Date: 18-06-2021 05:30:00
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